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Gujarat Terce Laboratories Ltd.

BSE: 524314 Sector: Health care
NSE: N.A. ISIN Code: INE499G01013
BSE 12:31 | 09 Dec 14.10 -0.66
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NSE 05:30 | 01 Jan Gujarat Terce Laboratories Ltd
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VOLUME 411
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Sell Price 15.49
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OPEN 14.10
CLOSE 14.76
VOLUME 411
52-Week high 20.30
52-Week low 6.70
P/E
Mkt Cap.(Rs cr) 10
Buy Price 14.10
Buy Qty 1.00
Sell Price 15.49
Sell Qty 1000.00

Gujarat Terce Laboratories Ltd. (GUJTERCELABS) - Director Report

Company director report

To

The Members of

GUJARAT TERCE LABORATORIES LIMITED

Your Directors have pleasure in presenting the 36th AnnualReport of your Company together with the Audited Financial Statement for the year ended 31stMarch 2021.

The Company's financial performance for the year ended on 31stMarch 2021 is summarized below:

1. FINANCIAL HIGHLIGHTS

(Rs. In Lakhs)

Particulars Current Year Previous Year
2020-21 2019-20
Revenue from operation 2517.79 3754.38
Profit before Interest and Depreciation (196.60) 96.91
Less: Interest 38.93 29.18
Profit Before Depreciation (235.53) 67.73
Less: Depreciation 17.63 24.15
Profit Before Tax (253.16) 43.58
Less/Add: Tax Expenses - -
Current Tax - 20.64
Deferred Tax (1.14) (4.67)
Total Tax Expenses (1.14) 15.96
Profit for the year (252.02) 27.61
Income Tax Effect - -
Other Comprehensive Income - -
Total Comprehensive Income (252.02) 27.61

2. STATE OF COMPANY'S AFFAIRS

The operating income decreased to RS. 2517.79 lakh from RS. 3754.38lakh in the previous year. The Profit before Tax for the year is RS. (253.16) lakh asagainstRS.43.58 lakh in previous year. The net profit decreased to RS. (252.02) lakh fromRS. 27.61 lakh in the previous year.

3. PERFORMANCE REVIEW:

The overall performance of the company was below expectation due to thecorona virus effect. The lockdown had left a devastating impact on the economy of India.As the country implemented necessary lockdown and social distancing practices to prevent apandemic the whole world has been put in a Great Lockdown. Entire economic activitytrade and commerce were shut down for 2-3 months and even after relaxation economicactivity was restricted.

Our stakeholders (Doctors) were not able to practice during thisperiod. The OPD (outpatient department) were negligible during the lockdown and didn'timprove much post relaxations. Our main brandsi.e. Acolate Tynol DFS Resplash Aziterare Acute brands. The major hit during the FY 20 was acute segment.

Our main brands didn't perform due to paucity of patients andsubsequent prescription thus we registered de-growth over last FY.

Company during the year 2020-2021 earned revenue of RS. 25.98 Crores ascompared to previous year RS. 37.54 Crore. It lost its revenue by approximately 31%.

Indian manufacturers rely heavily on APIs from China for the productionof their medicine formulations procuring around 70 percent from China the top globalproducer and exporter of APIs by volume. Major portion of APIs were being imported fromChina. Indian pharma industries were mainly depended on inputs from China and due torestrictions on Import indigenous industry could not meet the demand of APIs of pharmasector and due to this cost of basic raw materials increased drastically. Not only werethis supply of other basic raw materials badly affected due to lockdown. Availability ofmanpower skilled and unskilled workers was hindered due to lockdown and fear ofwidespread infection of corona virus. Supply chain of product was also adversely affectedby lockdown.

All this affected the production activity and cost of manufacturingrose approximately by 2%.

Looking to the situation company made immediate action plan to reducethe operational cost and expenses so that losses can be minimized. Strict control wasimposed on each and every head of expenses and continuous corrections were made to reducethe expenses.

In spite of all our efforts company incurred Net Loss (before tax) ofRS. 2.53 Crore as compare to Net Profit (before tax) of RS. 0.43 Crore during previousyear.

We have learnt an expensive lesson and have made changes in our supplychain processes and human resource.

Thanks to the government's initiative "Vocal for Local" ourdependency of APIs has reduced from China.

We are expecting strengthening growth during the financial year2021-2022 and targeted revenue during the year 2021-2022 is RS. 40 Crores.

The trend of Quarter 1 of FY 22 has been encouraging as per reporteddata already published and we are in line with the expected growth.

4. FINANCIAL ANALYSIS:

The COVID-19 pandemic has caused significant difficulties for businessenvironments globally. The lockdown measures and reduction in mobility have created manyobstacles within the supply chain and have threatened the continuity of all companies'activities.

Due to decline in sales and net profit of company the cash flow fromoperating activity was adversely affected. Cash flow from operating activity during theyear 2020- 2021 was RS. (196.36) Lacs whereas during previous year it was 68.48 Lacs.Company has efficiently mobilized its working capitals viz. Trade Receivables & TradePayables to meet the daily finance requirement.

5. TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THECOMPANIES ACT 2013

As there was no adequate profit therefore no amount has beentransferred to General Reserve during the year.

6.MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIALPOSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THECOMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There have been no material changes and commitments affecting thefinancial position of the Company which have occurred between the end of the financialyear of the Company to which the financial statements relate and the date of the report.

7. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

No company has become or ceased to be Subsidiary Company Joint VentureCompany or Associate Company during the year.

8. CHANGE IN THE NATURE OF BUSINESS

During the Financial Year 2020-2021 Company has not commenced any newbusiness nor discontinued/sold or sold or disposed off any of its existing businesses orhived off any segment or division.

9. SHARE CAPITAL

The issued subscribed and paid-up Equity Share Capital of the Companyas on March 312021 was R 74203000 comprising of 7420300Equity Shares of R10.00 each. The Company has not issued any Equity Shares during FY 2020-21. There was nochange in Share Capital during the year under review.

10. MEETINGS OF THE BOARD OF DIRECTORS

During the Financial year five Board Meetings were held. For details ofmeetings of the Board of Directors with regard to the dates and attendance of each of theDirectors thereat please refer to the Corporate Governance Report which is a part ofthis Report.

11. CORPORATE GOVERNANCE

As provided under Regulation 15(2) of the SEBI (LODR) Regulations2015 the compliance with Corporate Governance as specified in Regulation 1717A 18 1920 2122 23 24 25 26 27 and 46(2)(b) to (i) & Para C D & E of Schedule Vare not applicable to the Company as paid up share capital doesn't exceed RS. 10 Crore.

The Company has decided to maintain and adhere to the CorporateGovernance requirements set out by SEBI voluntarily. The Report on Corporate Governancealong with requisite Certificate from M/s. Pinakin Shah & Co. Practicing CompanySecretary Ahmedabad is annexed to this Report.

12. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A report on Management Discussion and Analysis as required in terms ofRegulation 34(2) of the Securities Exchange Board of India (Listing Obligations andDisclosure Requirement) Regulations 2015 forms part of this report and it deals with theBusiness Operations and Financial Performance Research & Development Expansion &Diversification Risk Management Marketing Strategy Safety & Environment HumanResource Development significant changes in key financial ratios etc. in Annexure-A.

13. DIVIDEND

The Company has not recommended any dividend for current year.

14. DEPOSITS

Your Company has not accepted any deposits from the public within themeaning of Section 73 and 74 of the Companies Act 2013 and read with the Companies(Acceptance of Deposits) Rules 2014 for the year ended 31st March 2021.

15. A STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISKMANAGEMENT POLICY FOR THE COMPANY INCLUDING IDENTIFICATION THEREIN OF ELEMENTS OF RISK IFANY WHICH IN THE OPINION OF THE BOARD MAY THREATEN THE EXISTENCE OF THE COMPANY

Risk management is embedded in your company's operating framework. Yourcompany believes that managing risk helps in maximizing returns. The company's approach toaddressing business risk is comprehensive and includes periodic review of such risks and aframework for mitigating controls and reporting mechanism of such risks. The riskmanagement framework is reviewed periodically by the Board and the Audit Committee. Someof the risks that the company is exposed to are:

• Commodity Price Risks

The Company is exposed to the risk of price fluctuation of raw materialas well as finished goods. The company proactively manages these risks through forwardbooking Inventory management and proactive vendor development practices. The Company'sreputation for quality product differentiation and service coupled with existence ofpowerful brand image with robust marketing network mitigation the impact of price risk onfinished goods.

• Regulatory Risks

The company is exposed to risks attached to various statues andregulations including the company Act. The company is mitigating these risks throughregular review of legal compliances carried out through internal as well as externalcompliance audits.

• Human Resources Risks

Retaining the existing talent pool and attracting new talent are majorrisks. The company has initialed various measures including rolling out strategic talentmanagement system training and integration of learning and development activities.

• Strategic Risks

Emerging businesses capital expenditure for capacity expansion etc.are normal strategic risk faced by the company. However the company has well-definedprocesses and procedures for obtaining approvals for investments in new business andcapacity expansion etc.

16. DIRECTORS & KEY MANAGERIAL PERSONNEL

In accordance with the provisions of the Companies Act 2013 andArticles of Association of the Company Mr. Aalap Prajapati (DIN: 08088327) will retire byrotation at the ensuing Annual General Meeting and is being eligible for re-appointment.Pursuant to Regulation 17 of SEBI (LODR) Regulations 2015 details of Directors retiringby rotation is provided under explanatory statement of the Notice of the ensuing AnnualGeneral Meeting.

The Board of directors on the recommendations of the Nomination andRemuneration Committee (NRC) had re-appointed Mr. Amritbhai Prajapati (DIN: 00699001) asan Whole-Time Director w. e. f. June 24 2021 to May 24 2024 for the term for 3 yearssubject to the resolution to be passed by the Shareholders at the AGM.

Mr. Jayantibhai Prajapati Independent Director of the Company hadresigned from his position w.e.f 14th June 2021 due to personal reasons andhas stated that he do not have claim whatsoever against Gujarat Terce Laboratories Limitedfor loss of office accrued remuneration or otherwise and also the Company has no claimswhatsoever against him.

All Independent Directors (IDs) have given declaration that they meetthe criteria of independence as laid down under section 149(6) of the Companies Act 2013and Regulation 16(l)(b) of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015. The details terms of appointment of IDs are disclosed on the company'swebsite with following link http://guiaratterce.in/Codes-and-Policies

17. NOMINATION AND REMUNERATION POLICY

The Board has on the recommendation of the Nomination &Remuneration Committee framed a policy for selection and appointment of Directors seniorManagement and their Remuneration including criteria for determining qualificationspositive attributes Independence of a director. The details of the Nomination andRemuneration Policy are covered in the Corporate Governance Report. The said policy hasalso been uploaded on the Company's website at http://guiaratterce.in/Codes-and-Policies

18. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD ITS COMMITTEESAND OF INDIVIDUAL DIRECTORS

The Board of Directors has carried out an annual evaluation of its ownperformance its Committees and Individual Directors pursuant to the requirements of theCompanies Act 2013 and rules made thereunder and the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 and schedule prescribed there under.

The performance of the Board was evaluated by the Board after seekinginputs from all the Directors on the basis of criteria such as the board composition andstructure effectiveness of board processes information and functioning etc.

The performance of the respective Committees were evaluated by theBoard after seeking inputs from the Committee members on the basis of criteria such as thecomposition of Committees effectiveness of Committee meetings etc.

The above criteria are as per the Performance Evaluation Policy of theCompany approved by the Board of Directors upon the recommendation of Nomination andRemuneration Committee.

As required under Regulation 25 of the Listing Regulations a separatemeeting of the Independent Directors of the Company was also held on March 30 2021 toevaluate the performance of the Chairman Non- Independent Directors and the Board as awhole and also to assess the quality quantity and timeliness of flow of informationbetween the management of the Company and the Board.

The Board and the Nomination and Remuneration Committee reviewed theperformance of individual directors on the basis of criteria such as the contribution ofthe individual Director to the Board and Committee meetings like preparedness on theissues to be discussed meaningful and constructive contribution and inputs in meetingsetc.

Performance evaluation of Independent Directors was done by the entireBoard excluding the Independent Director being evaluated on the basis of followingevaluation criteria:

• Relevant Knowledge Expertise and Experience.

• Devotion of time and attention to the Company's long termstrategic issues.

• Addressing the most relevant issues for the Company.

• Discussing and endorsing the Company's strategy

• Professional Conduct Ethics and Integrity.

• Understanding of Duties Roles and Function as IndependentDirector.

Your Directors have expressed their satisfaction to the evaluationprocess.

19. AUDITORS

Statutory Auditors

At the 35hl Annual General Meeting of the Company held onAugust 212020 the Members approved appointment of M.A. Shah & Co. CharteredAccountants (Firm Registration No.: 112630W) as Statutory Auditors of the Company to holdoffice for a period of five (5) years from the conclusion of that Annual General Meetingtill the conclusion of the 40th Annual General Meeting.

Internal Auditors

On recommendation of Audit Committee the Board of Director hasappointed M/s D V Shah & Associates Chartered Accountants Ahmedabad as InternalAuditor of the Company in terms of Section 138 of the Companies Act 2013 and rules madethereunder from Financial Year 2018-19 to 2022-23.

Secretarial Auditors

Pursuantto the provisions of Section 204 of the Companies Act 2013read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 the Secretarial Audit for the year ended March 31 2021 was carried out by theSecretarial Auditors Pinakin Shah & Co. Company Secretaries Ahmedabad.

The Board of Directors of your Company has appointed GKV &Associates Company Secretaries Ahmedabad to carry out Secretarial Audit of your Companyfor FY 2021- 22.

The Report of the Secretarial Audit is annexed herewith marked as Annexure-Bto this Report. The Secretarial Auditor has not made any adverse comments or given anyqualification reservation or adverse remarks or disclaimer in their Audit Report.

20.EXPLANATION OR COMMENTS ON DISQUALIFICATIONS RESERVATIONS ADVERSEREMARKS OR DISCLAIMERS IN THE AUDITOR'S REPORTS

The observations made in the Auditors' Report of M.A. Shah & Co.Chartered Accountants for the year ended March 31 2021 read together with relevant notesthereon are self-explanatory and hence do not call for any comments. There is noqualification reservation adverse remark or disclaimer by the Statutory Auditors intheir Report.

21. REPORTING OF FRAUD BY AUDITORS:

During the year under review the Statutory Auditors and SecretarialAuditor have not reported any instances of frauds committed in the Company by its Officersor Employees to the Audit Committee under Section 143(12) of the Act details of whichneeds to be mentioned in this Report.

22. COMMITTEES OF THE BOARD

In compliance with the requirement of applicable laws and as part ofbest governance practices the Company has following Committees of the Board as on 31stMarch 2021:

i. Audit Committee

ii. Stakeholders Relationship Committee

iii. Nomination and Remuneration Committee

The details with respect to the aforesaid Committees forms part of theCorporate Governance Report.

23. AUDIT COMMITTEE

A duly constituted Audit Committee consists of majority of IndependentDirectors with Mr. Surendrakumar Sharma Independent Director as the Chairman of theCommittee. The other members of the Audit Committee are Mr. Viplav Khamar and Smt.Chhayaben Shah Independent Directors. The terms of reference of the Audit Committeedetails of meetings held during the year and attendance of members of the Audit Committeeare set out in the Report on Corporate Governance which forms part of this Report.

During the year under review all the recommendations of the AuditCommittee were accepted by the Board.

24.PARTICULARS OF LOANS GIVEN INVESTMENTS MADE GUARANTEES GIVEN ANDSECURITIES PROVIDED

There were loans guarantees or investments made by the Company undersection 186 of the Companies Act 2013 are given in note 4 to the financial statements.

25.DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 (3) (c) of the Companies Act2013 the Board of Directors hereby confirms that

i. In the preparation of the annual accounts the applicable accountingstandards have been followed and that there are no material departures.

ii. It has in the selection of the accounting policies consulted theStatutory Auditors and has applied them consistently and made judgments and estimates thatare reasonable and prudent so as to give a true and fair view of the state of affairs ofthe company as at 31st March 2021 and of the profit or loss of the company forthat period.

iii. It has taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of this Act for safeguardingthe assets of the company and for preventing and detecting fraud and other irregularitiesto the best of its knowledge and ability.

iv. It has prepared the annual accounts on a going concern basis.

v. The Directors had laid down internal financial controls to befollowed by the company and that such internal financial controls are adequate and wereoperating efficiently.

vi. The Directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.

26. EXTRACT OF ANNUAL RETURN

The extract of Annual Return required under Section 134(3)(a) of theCompanies Act 2013 read with Rule 12(1) of the Companies (Management and Administration)Rules 2014 in Form MGT-9 forms part of this report as Annexure-C.

27. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as requiredunder Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is annexed herewith as Annexure-D tothis report.

Disclosures relating to remuneration and other details as requiredunder Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 forms part of thisReport. Having regard to the provisions of the second proviso to Section 136(1) of theAct the Annual Report is being sent to the Members of the Company excluding the aforesaidinformation. Any Member interested in obtaining such information may write to the CompanySecretary.

28. INSURANCE

All the insurable interests of the Company including inventoriesbuildings plant and machinery are adequately insured against risk of fire and otherrisks.

29. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions that were entered during the financialyear were in the ordinary course of the business of the Company and were on arm's lengthbasis. There were no materially significant related party transactions entered withPromoters Directors Key Managerial Personnel or other persons which may have a potentialconflict with the interest of the Company. The transactions entered into pursuant to theomnibus approval so granted are audited and a statement giving details of all relatedparty transactions is placed before the Audit Committee and the Board of Directors fortheir approval. The policy on materiality of Related Party Transactions and also ondealing with Related Party Transactions as approved by the Audit Committee and the Boardof Directors is uploaded on the website of the Company http://guiaratterce.in/Codes-and-Policies.Since all related party transactions entered into were in the ordinary course of businessand were on an arm's length basis form AOC-2 is not applicable to the Company.

30. FAMILIARISATION PROGRAMME OF INDEPENDENT DIRECTORS

The Objective of a familiarization program is to ensure that theIndependent Directors are updated on the business environment and overall operations ofthe Company. This enables the Independent Directors to make better informed decisions inthe interest of the Company and its stakeholders.

In Compliance with the requirements of SEBI Regulations the Companyhas put in place a familiarization program for the Independent Directors to familiarizethem with their role rights and responsibility as Directors the working of the Companynature of industry in which the Company operates business model etc.

A familiarization program was conducted for Independent Directors onareas such as the core functions and operations of the Company overview of the industryfinancials and the performance of the Company by site visits to plant location.

31. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to provisions of Section 177 (9) of the Act read withRegulation 22(1) of the SEBI Listing Regulations your Company has adopted a WhistleBlower Policy to provide a formal vigil mechanism to the Directors and employees toreport their concerns about unethical behavior including actual or suspected leak ofunpublished price sensitive information actual or suspected fraud or violation of theCompany's Code of Conduct or ethics policy. The Policy provides for adequate safeguardsagainst victimization of employees who avail of the mechanism and also provides for directaccess to the Chairman of the Audit Committee in certain cases. It is affirmed that nopersonnel of the Company has been denied access to the Audit Committee.

The Whistle Blower Policy is available on the Company's website athttp://guiaratterce.in/assets/ upload/Codes and Policies/Whistle Blower Policy GTLL.pdf.

32.COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERALMEETINGS

During the year under review the Company is in compliance with theSecretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings(SS-2) issued by the Institute of Company Secretaries of India as approved by the CentralGovernment.

33. GENERAL DISCLOSURES

Your Directors state that no disclosure or reporting is required inrespect of the following matters as there is no transaction on these items during the yearunder review:

(i) Issue of equity shares with differential rights as to dividendvoting or otherwise.

(ii) Issue of shares (including sweat equity shares) to employees ofthe Company under any scheme save and except Employees' Stock Options Schemes referred toin this Report.

(iii) The Company does not have any scheme of provision of money forthe purchase of its own shares by employees or by trustees for the benefit of employees.

(iv) There is no Corporate Insolvency Resolution Process initiatedunder the Insolvency and Bankruptcy Code 2016.

34.CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS ANDS OUTGO

The information on conservation of energy technology absorption andforeign exchange earnings and outgo stipulated under Section 134(3) (m) of the CompaniesAct 2013 read with Rule 8 of The Companies (Accounts) Rules 2014 is annexed herewith asAnnexure-E.

35. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company remains committed to ensuring an effective InternalControl environment that inter alia provides assurance on orderly and efficient conductof operations security of assets prevention and detection of frauds / errors accuracyand completeness of accounting records and the timely preparation of reliable financialinformation.

The Company has an independent Internal Audit function withwell-established Risk Management processes both at the business and corporate levels andprovide assurance on the adequacy and effectiveness of Internal Controls compliance withoperating systems internal policies and regulatory requirements.

The Audit Committee regularly reviews the major findings of theInternal Audits and corrective measures taken thereon to ensure the efficacy of theInternal Control process. These reviews are done with respect to different locations andfunctions to help take effective steps for ensuring compliance.

The system of Internal Control is structured to verify that financialand other documents are accurate in compiling financial reports and other data and inmaintaining transparency for individuals. Statutory Auditors' Report on Internal FinancialControls as required under Clause (i) of Sub-section 3 of Section 143 of the Act isannexed with the Independent Auditors' Report.

36.ANY SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS ORTRIBUNALS

Pursuant to the requirement of Section 134(3)(q) of the Act read withRule 8 (5)(vii) of the Companies (Accounts) Rules 2014 it is confirmed that during FY2020-21 there were no significant and material orders passed by the Regulators or Courtsor Tribunals impacting the going concern status and the Company's operations in future.

37. OCCURRENCE OF ACCIDENT IN FACTORY PREMISES

An accident took place in factory premises on 1st Floor inBeta-Lactum Tablet Section of Granulation Department on 9th October 2020 atapproximately 23:18 hours. Due to gas forming in dryer chamber the internal pressureincreased excessively and blast occurred. On subsequent inquiry it was found that due tooversight little more binding material i.e. water was used in this batch. So due to thatat the time of drying process more pressure was built up and blast took place. The impactof blast was such massive that it damaged surrounding machineries furniture &fixtures.

As there was no fire or incident taken place due to deliberatenegligence by any personnel it was not informed to Fire brigade and no FIR was launched.

The factory premises plant and machineries are covered under Fire& Peril Insurance Policy so it was immediately brought to Insurance company i.e.Cholamandalam MS General Insurance Company and procedure for claiming loss was initiated.

The production of the said unit was affected for the first 15 to 20days but by now there is no such effect on production as we have moved the manufacturingof the products to other department and the production is being carried out smoothly.

The procedure for repair/replacement of plant and machinery is inprocess.

38.A STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

The Company has in place a Prevention of sexual harassment policy inline with the requirements of the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013.

Internal Complaints Committee has been set up to redress complaintsreceived regarding sexual harassment. All employees (permanent contractual temporarytrainees) are covered under this policy.

Your Company has adopted a policy on prevention prohibition andredressal of sexual harassment at the workplace in line with the provisions of the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 andRules made there under. Your Company has constituted an Internal Complaints Committee tohandle all clearing and forwarding Agency where our employees are working andManufacturing site.

Disclosures in relation to the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013:

a. number of complaints filed during the financial year: Nil

b. number of complaints disposed of during the financial year :Nil

c. number of complaints pending as on end of the financial year :Nil

39. DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS

Section 148 of the Act read with the Companies (Cost Records and Audit)Rules 2014 as amended from time to time was applicable to your company hence yourCompany has maintained adequate cost records.

40. HUMAN RESOURCE

Your Company recognizes its employees as most valuable resource andensures strategic alignment of Human Resource Initiatives and practices to businesspriorities and objectives. Its constant endeavor is to invest in Human Talent and TalentManagement Processes to improve capabilities and potentials of human capital of theorganization to cope with challenging business environment varying needs of the customersand bring about customers delight by focusing on the Customers' needs. This approach hasallowed the Company to withstand and overcome the challenges posed by COVID -19.Attracting developing and retaining the right talent and keeping them motivated willcontinue to be a key strategic initiative and the organization continues to be focused onbuilding up the capabilities of its people to cater to the business needs. Given growthplans of the Company an important strategic focus is to continue to not only nurture itshuman capital but also proactively focus on preparing all employees for the challenges ofthe future.

The Company strives to provide a healthy conducive and competitivework environment to enable the employees excel and create new benchmarks of qualityproductivity efficiency and customer delight. The Company always believes in maintainingmutually beneficial healthy and smooth industrial relations with the employees and theUnions which is an essential foundation for the success of any organisation. The proactiveinitiatives combined with fair Wage Settlements at Manufacturing Plants have ensuredhealthier and more transparent Industrial Relations based on foundation of mutual trustand co- operation.

41. ACKNOWLEDGEMENT

Your Directors express their gratitude to customers vendors dealersinvestors business associates and bankers for their continued support during the year. Weplace on record our appreciation of the commitment and contribution made by the employeesat all levels.

Our resilience to meet challenges was made possible by their hard worksolidarity cooperation and support. We thank the Government of India the StateGovernments and statutory authorities and other government agencies for their support andlook forward to their continued support in the future.

.